Memorandum of Understanding

This memorandum of understanding is between Portland, Oregon, a political subdivision of the State of Oregon, hereafter referred to as CITY, and the Oregon Trail CHAPTER of the American Red Cross, a private, not-for-profit, voluntary organization, hereafter referred to as CHAPTER.

WHEREAS, the CITY and the CHAPTER both traditionally have provided what assistance they had available to victims of natural or person-made disasters; and

WHEREAS, the CHAPTER has historically supported the CITY by providing canteen services to CITY emergency responders at Greater Alarm fires, floods, exercises and Neighborhood Emergency Response Team activities; and

WHEREAS, the CHAPTER responded to 170 residential fires and 15 Greater Alarm fire incidents in calendar year 2002; and

WHEREAS, the CHAPTER served in excess of 1,000 meals to CITY emergency responders in calendar year 2002; and

WHEREAS, the CHAPTER primarily uses its canteen vehicles in support of CITY emergency response personnel; and

WHEREAS, the CHAPTER primarily uses its emergency shelter supply trailers to provide what assistance they have available to victims of natural or person-made disasters; and

WHEREAS, the CITY and the CHAPTER understand that the agreements which follow are made only to the extent that circumstances do not prevent their execution.

NOW, THEREFORE, the parties agree THAT:

A.  The CITY shall:

1.  Allow the CHAPTER to warehouse its two 14 foot emergency shelter supply trailers at Fire facilities within the CITY; and

2.  Provide initial assessment and evaluation of the canteen vehicle and make recommendations for repairs; and

3.  Provide ongoing preventive maintenance for the canteen vehicle. The cost of any and all parts, products, tools and materials required for such maintenance shall be solely CHAPTER'S responsibility."

B.  The CHAPTER shall:

1.  Continue to provide canteen services to CITY emergency responders at Greater Alarm events, including but not limited to fires, floods, exercises and Neighborhood Emergency Response Team activities; and

2.  Be responsible for maintaining supplies in the canteen and emergency shelter supply vehicles; and

3.  Be responsible for purchasing pre-approved parts for preventive maintenance of canteen vehicle. In no event shall the CITY become financially responsible for any such purchase; and

4.  Waive all CITY liability for damage to vehicles warehoused on CITY property, unless said damage is intentionally and maliciously caused by CITY personnel or equipment; and

5.  Indemnify the CITY, its officers, agents and employees from any and all claims for injury to person or property that arise out of CHAPTER’s use of the canteen vehicle even though the CITY provided the preventative maintenance; and

6.  Provide certificate of insurance for liability insurance on all vehicles and name CITY as additional insured.

7.  The parties further agree that:

In addition to any other obligations expressed in this Memorandum of Understanding, the Oregon Trail Chapter of the American Red Cross agrees to defend, hold harmless and indemnify the City of Portland and its officers, employees and agents from any and all liability for death or injury to any person or damage to any property, including reasonable attorneys fees, that may arise out of or is any way connected to actions of the Oregon Trail Chapter of the American Red Cross, and its officers, employees and agents, in perform under this Memorandum of Understanding.

Term of Agreement

This agreement shall be in effect for five (5) years from the date of signing below and may be renewed for an additional five- (5) years upon the agreement of both the City of Portland and the Chapter Chair of the Oregon Trail Chapter of the American Red Cross.

Termination

This agreement may be terminated by either party with thirty days written notice. Notwithstanding its provision of timely written notice, CHAPTER shall be liable to repay the CITY for any and all expenditures it has made to maintain the CHAPTER vehicles.

DATED this __________ day of __________, 2003